Professor Xavier immobilizes Lilandra and loops the past few minutes of their conservation into the surrounding peoples' minds,he asks her about if there is a connection between the Shi'ar and the Hellfire Club.Nick Fury tells Elliot Boggs that he has lost control of reality warping powers,he attacks Nick Fury,turn Nick Fury's assistants' guns into snakes and sends them away with his powers..Professor Xavier and Lilandra have a conversation about the Phoenix Force and she assures him that the Shi'ar are not affiliated with the Hellfire Club,they talk about the history of the Phoenix Force and how it created the Earth.Cyclops and Phoenix, and Iceman and Rogue have a romantic moment.Wolverine doesn't believe Sabretooth and they fight,Storm defeats Sabretooth with a lightning bolt.Professor Xavier and Lilandra continue to talk.Shadowcat gets home and has a brief conversation with Colossus,Nick Fury brings Elliot Boggs to the Mansion,Professor Xavier shows up and Nick Fury gives him a briefing on the situation.Sabretooth talks with Dr.Cornelius about Wolverine and Dr.Cornelius decides to make a clone of Wolverine.